WRAP Retail Offer and Capital Access Window

Shaires Holdings Ltd (AIM: SHR), the publicly quoted London investment company providing investors with exposure to leading private mid-and late-stage global technology and AI companies, is pleased to announce a retail offer via the Winterflood Retail Access Platform ("WRAP") (the "WRAP Retail Offer") through the issue of new Ordinary Shares in the capital of the Company ("Ordinary Shares"). Under the WRAP Retail Offer new Ordinary Shares (the "WRAP Retail Offer Shares") will be made available at a price of $20.00 per share (the "WRAP Retail Offering Price"). This is the same price as the recently concluded US$28.5 million institutional placing which was announced on 30 July 2026. The WRAP Retail Offering Price represents a discount of approximately 18 per cent to the mid-market closing price of an Ordinary Share of $24.50 on 12 August 2026 (being the latest practicable date prior to this announcement). The Retail Offer is expected to close at 4.30 pm on 18 August 2026.

Following the updates to the AIM Rules for Companies announced earlier this month, the Company has decided to utilise a Capital Access Window. This is a voluntary pause to the trading of a Company's shares to make it easier for companies to reach a broader range of investors, including retail investors, during a fundraise. From 7:30 am today, the Company's shares will enter a Capital Access Window until a further announcement is made detailing the close of the WRAP Retail Offer.

A separate announcement has been made today regarding the establishment of the initial portfolio of the Company. The proceeds of the WRAP Retail Offer will be utilised to make further investments in accordance with the Company's Investing Policy and for general corporate purposes.

The WRAP Retail Offer is conditional on the New Ordinary Shares being admitted to trading on AIM ("Admission"). It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence at 8.00 am on 21 August 2026.

Portfolio

Initial portfolio established with binding agreements in place. These agreements are subject to customary closing conditions, providing exposure to Anthropic, Stripe, ByteDance, Moonshot AI, Figure AI, SandboxAQ and Colossal Biosciences, with an aggregate value of up to US$86.7 million.

¹ For more details, refer to the Company's separate transaction announcements; subject to completion

Capital Access Window

Following the updates to the AIM Rules for Companies announced earlier this month, the Company has decided to utilise a Capital Access Window. This is a voluntary pause to the trading of a Company's shares to make it easier for companies to reach a broader range of investors, including retail investors, during a fundraise. From 07:30am today, the Company's shares will enter a Capital Access Window until a further announcement is made detailing the close of the WRAP Retail Offer.

WRAP Retail Offer

Therefore, the Company is making the WRAP Retail Offer open to eligible investors in the United Kingdom, being new or existing shareholders of Shaires Holdings, following release of this announcement and through certain financial intermediaries

A number of retail platforms, including Hargreaves Lansdown and AJ Bell, are able to access the WRAP Retail Offer. Non-holders or existing shareholders wishing to subscribe for Retail Offer Shares should contact their broker or wealth manager who will confirm if they are participating in the Retail Offer.

The Retail Offer is expected to close at 4.30 pm on 18 August 2026. Eligible retail investors should note that financial intermediaries may have earlier closing times. The result of the Retail Offer is expected to be announced by the Company on or around 19 August 2026.

To be eligible to participate in the Retail Offer, applicants must be a customer of a participating intermediary including individuals aged 18 years or over, companies and other bodies corporate, partnerships, trusts, associations and other unincorporated organisations in the UK.

There is a minimum subscription of US$100, or GBP equivalent per investor under the Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

The Company's shares are quoted on AIM in USD. Certain financial intermediaries however may allow orders in the WRAP Retail Offer in GBP. Please note a foreign exchange transaction will be conducted for the purpose of GBP orders, and the final FX rate will be disclosed in the Retail Offer Results Announcement.

It should be noted that a subscription for Ordinary Shares and investment in the Company carries a number of risks, including the risk that investors may lose their entire investment. Investors should take independent advice from a person experienced in advising on investment in securities such as the Ordinary Shares if they are in any doubt. Investors should note that there are various FX risks in placing an order in GBP.

No offering document, prospectus or admission document has been or will be prepared or submitted to be approved by the Financial Conduct Authority (or any other authority) in relation to the WRAP Retail Offer, and investors' commitments will be made solely on the basis of the information contained in this announcement and information that has been published by or on behalf of the Company prior to the date of this announcement by notification to a Regulatory Information Service in accordance with the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and UK MAR.

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